SSG Advises Nova Wildcat Shur-Line Holdings, Inc. and Subsidiaries in the Sale of Substantially all Assets to a Joint Venture between Gordon Brothers Commercial & Industrial, LLC and Nations Capital Inc.
SSG Capital Advisors, LLC (“SSG”) acted as the investment banker to Nova Wildcat Shur-Line Holdings, Inc. and subsidiaries, d/b/a H2 Brands Group (“H2B” or the “Company”) in the sale of substantially all assets to a joint venture between Gordon Brothers Commercial & Industrial, LLC (“Gordon Brothers”) and Nations Capital Inc. (“Nations Capital”). The sale was effectuated through a Chapter 11 Section 363 process in the U.S. Bankruptcy Court for the District of Delaware. The transaction closed in March 2023.
H2B is a leading consumer products company with a portfolio of 22 nationally recognized brands featuring over 10,500 products in 30+ categories intended for every room of the consumer’s home. The Company’s distribution footprint includes 790,000 square feet across North America, and sixteen countries in its global sourcing network.
Historically, the Company’s individual brands have performed well with high customer demand. In late 2019, H2B completed the acquisition of a consumer electronics company, which was financed under the Company’s revolving credit facility. The Company faced limited access to additional capital under the line of credit and was burdened by operational issues related to acquisitions, labor, inventory procurement and freight costs from Asia, which further impacted liquidity. The Company was unable to pay vendors timely and procure new inventory, further disrupting operations and the ability to fulfill customer orders.
SSG was retained in December 2022 as its exclusive investment banker to advise the Company on strategic alternatives and to conduct an accelerated and comprehensive marketing process to solicit interest from strategic and financial investors. To preserve ongoing operations, H2B filed for protection under Chapter 11 of the U.S. Bankruptcy Code in January 2023. After only a few weeks of marketing, the sale process had attracted significant interest from multiple strategic parties. SSG and the Company ultimately negotiated a stalking horse agreement with Gordon Brothers and Nations Capital. With no additional qualified offers submitted prior to the Court approved bid deadline, the stalking horse bid was accepted as the highest and best offer for substantially all of the Company’s assets. The sale to Gordon Brothers and Nations Capital was approved by the Bankruptcy Court on March 29, 2023, and closed two days later. SSG’s special situations expertise and experience running expedited processes, with the assistance of Reed Smith and Carl Marks, resulted in a competitive environment that maximized stakeholder value and allowed the business to move forward under a new operator.
Other professionals who worked on the transaction include:
- Omar J. Alaniz, Christopher M. Sheaffer, Luke A. Sizemore, Jason D. Angelo, Kurt F. Gwynne, Lowell P. Bourgeois, Anatoliy Rozental, Brent W. McDonough, Bradley J. Purcell, Amy M. Kerlin, Devan J. Dal Col, Saranne E. Weimer and Shaun C. Lee of Reed Smith LLP, counsel to H2 Brands Group;
- Howard P. Meitiner (Chief Restructuring Officer), Marc L. Pfefferle, Duff Meyercord, Keith Daniels, Cliff Campbell, Stephen Potts and Matthew Dowell of Carl Marks & Co. Inc., financial advisor to H2 Brands Group;
- Douglas R. Gooding, Kevin J. Simard, Daniela Badiola Spanos, Sara M. Bauer and Kevin J. Connolly of Choate, Hall & Stewart LLP, counsel to Gordon Brothers Commercial & Industrial, LLC and Nations Capital Inc.;
- Regina S. Kelbon, Michael C. Graziano, John E. Lucian and Gregory F. Vizza, Emanuel Faust and Adam R. Sansweet of Blank Rome LLP, counsel to the Senior Secured Lender;
- Shaun Martin, Rick Malagodi and Brett Howard of Riveron Consulting, LLC, financial advisor to the Senior Secured Lender;
- Bryan J. Hall, Stephen M. Packman, Jiangang Ou and Mariam Khoudari of Archer & Greiner, P.C., counsel to the Official Committee of Unsecured Creditors; and
- Matthew Dundon, Joshua Nahas, Ming Shen and Yi Zhu of Dundon Advisers, LLC, financial advisor to the Official Committee of Unsecured Creditors.